About 25% of the population in the US have the metabolic syndrome, a cluster of cardiovascular disease (CVD) risk factors including abdominal obesity, glucose intolerance, elevated blood pressure and dyslipidemia, and this prevalence is even higher in low income groups. The presence of this syndrome increases risk for diabetes by 3-fold and for CVD approximately two-fold. Since obesity, sedentary living and an atherogenic diet are believed to play major roles in the development of the metabolic syndrome, lifestyle modification is considered to be the primary approach to its treatment, although there have been few longterm studies of the efficacy of such programs. This project will compare the effects of a 1-year, structured lifestyle intervention program (Enhanced Care [EC]) in 112 patients (80 completers) with the metabolic syndrome attending an inner city family medicine clinic to that of a matched group receiving standard lifestyle recommendations (Standard Care [SC]) in a randomized clinical trial. By structuring the lifestyle program to modify behavior and improve coping skills, it is predicted that participants will reduce weight by 7% and increase physical activity by at least 150 minutes per week of walking-style exercise. The EC protocol will consist of 4 weekly followed by 4 bi-weekly group sessions making up the Core Curriculum during the first 3 months, followed by 9 monthly Maintenance group sessions, and will be delivered by experienced lifestyle managers with expertise in behavior modification among low-income people as well as in subjects from minority ethnic groups. Assessments of metabolic syndrome components, weight, physical activity, health quality of life, psychosocial status, glucose, insulin and lipid and lipoprotein levels, markers of inflammation, coagulation, oxidative stress and endothelial dysfunction, and subclinical CVD measures, will be undertaken at baseline, 6, and 12 months, since it is anticipated that the EC intervention will improve CVD risk factors and reduce the prevalence and intensity of the metabolic syndrome and the pathophysiological factors driving it. This study is intended to demonstrate that a structured program directed at weight reduction and increasing physical activity can be successfully applied to low income patients with the metabolic syndrome. Reducing the frequency and the severity of the metabolic syndrome through effective weight reduction and increased phsycial activity is expected to lower the rate of diabetes and cardiovascular disease in the long term.